This specification describes a noise reducing headphone and more particularly a noise reducing supra-aural headphone. Supra-aural headphones are discussed in U.S. Pat. No. 6,567,525. According to a supra-aural design, each earphone has a cushion that rests on the ear when the headphone is being worn by the user. Supra-aural headphones are typically lightweight, compact, and comfortable. However supra-aural headphones have not been as popular as other headphone designs, particularly circum-aural headphones, for high performance noise reduction headphones and particularly for active noise reduction headphones. Circum-aural headphones, which are typically larger than supra-aural headphones, have larger front cavities (which will be discussed below) which aids in passive noise attenuation. Additionally, circum-aural headphones can seal against the side of the head, which aids in passive noise attenuation. Sealing against a relatively even surface, like the side of the head, is simpler than sealing against an uneven surface, such as the ear. For that reason, there typically needs to be more sealing surface in a supra-aural headphone than sealing surface in a circum-aural headphone.